DLT Resolution Inc. Files 8-K on Asset Deal, Accountant Change

TL;DR

DLT Resolution Inc. filed an 8-K detailing asset deals, accountant changes, and executive updates as of March 24, 2024.

AI Summary

DLT Resolution Inc. (formerly Hemcare Health Services Inc., NSU Resources Inc., and Bio-Carbon Solutions International Inc.) filed an 8-K on May 14, 2024, reporting on events as of March 24, 2024. The filing indicates a completion of acquisition or disposition of assets, changes in its certifying accountant, and updates regarding directors and officers, including compensatory arrangements. The company is incorporated in Nevada and its fiscal year ends on December 31.

Why It Matters

This 8-K filing signals significant corporate actions, including asset transactions and changes in accounting oversight, which could impact the company's financial reporting and strategic direction.

Risk Assessment

Risk Level: medium — The filing indicates changes in assets and accounting, which can introduce uncertainty and require careful investor scrutiny.

Key Players & Entities

• DLT Resolution Inc. (company) — Registrant
• Hemcare Health Services Inc. (company) — Former Company Name
• NSU Resources Inc (company) — Former Company Name
• Bio-Carbon Solutions International Inc. (company) — Former Company Name

FAQ

Key Financial Figures

• $750 million — g the origination and servicing of over $750 million in commercial leases and loans within t

Filing Documents

• dlti_8k.htm (8-K) — 37KB
• 0001477932-24-002819.txt ( ) — 153KB
• dlti-20240324.xsd (EX-101.SCH) — 6KB
• dlti-20240324_lab.xml (EX-101.LAB) — 13KB
• dlti-20240324_cal.xml (EX-101.CAL) — 1KB
• dlti-20240324_pre.xml (EX-101.PRE) — 8KB
• dlti-20240324_def.xml (EX-101.DEF) — 2KB
• dlti_8k_htm.xml (XML) — 3KB

01 Completion of Acquisition or Disposition of Assets

Item 2.01 Completion of Acquisition or Disposition of Assets On May 3, 2024 The Company entered into an unwinding agreement of its previously announced share exchange transactions (the "Share Exchanges") with certain shareholders of Toronto-based Ciscom Corp. (CSE: CISC) ("Ciscom"). In the original share exchange agreements On February 14, 2024, the Company acquired 19.9% of the issued and outstanding capital of Ciscom Corp. ("Ciscom"), an Ontario Canada based holding company, in exchange for 10,261,214 newly issued shares of Company Common Stock. Ciscom manages two entities in the information and communication technology ("ICT") sector and primarily focuses on acquiring substantial small and medium sized profitable enterprises. On March 2, 2024, the Company issued 11,421,401 shares of Common Stock to acquire an additional 22.15% of Ciscom and become its largest shareholder. DLT's objective in pursuing the Share Exchanges was to consolidate a meaningful ownership position in Ciscom with a view to championing the interests of a group of 116 concerned shareholders of Ciscom (the "Concerned Shareholders") who comprised approximately 42% of the issued and outstanding shares of Ciscom prior to the recent dilution resulting from additional Ciscom shares issued to certain members of the Ciscom management team over the past two months. Following a series of discussions with Ciscom's principal regulator, the Ontario Securities Commission, relating to applicable Canadian securities law requirements in connection with the Share Exchanges, DLT has elected to unwind in full the Share Exchanges with the Concerned Shareholders, with the effect that, as at the date hereof, and subject to the new share exchanges set out below, DLT no longer owns any shares of Ciscom, and will re-enter into agreements as outlined herein. An early warning "exit report" and updated insider reporting will be filed by DLT in accordance with the requirements of Canadian securities laws. As considerati

01 Changes in Registrant's Certifying Accountant

Item 4.01 Changes in Registrant's Certifying Accountant. Effective May 3, 2024, DLT Resolution Inc. (the "Company) dismissed BF Borgers CPA PC ("BF Borgers") as its independent registered public accounting firm. On May 7, 2024, the Company engaged SRCO Professional Corporation Chartered Professional Accountants ("SRCO") as BF Borgers' replacement. The decision to change independent registered public accounting firms was made with the recommendation and approval of the Audit Committee of the Company. BF Borgers' audit reports on the Company's consolidated financial statements as of and for the fiscal years ended December 31, 2023 and December 31, 2022 did not contain an adverse opinion or a disclaimer of opinion and were not qualified or modified as to audit scope or accounting principles. During the fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through the date of this report, there were no disagreements, as that term is defined in Item 304(a)(1)(iv) of Regulation S-K, between the Company and BF Borgers on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure, which disagreements, if not resolved to BF Borgers' satisfaction, would have caused BF Borgers to make reference to such disagreements in its audit reports. During the fiscal years ended December 31, 2023 and 2022, and the subsequent interim period through the date of this report, there were no reportable events within the meaning of Item 304(a)(1)(v) of Regulation S-K. The U.S. Securities and Exchange Commission (the "SEC") has advised that, in lieu of obtaining a letter from BF Borgers stating whether or not it agrees with the statements herein, the Company may indicate that BF Borgers is not currently permitted to appear or practice before the SEC for reasons described in the SEC's Order Instituting Public Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, S

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. Exhibit Number Description 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 6

Forward Looking Statements

Forward Looking Statements This Current Report on Form 8-K contains forward looking statements and are indicated by words such as "shall", "will" and other similar words or phrases. Actual events or results may differ materially from those described herein. Such forward-looking statements are subject to a number of risks and uncertainties that could cause the actual results or performance of the Company to differ materially from those described herein, including, but not limited to, the impact of the economic environment on the Company's customer base and the resulting uncertainties; changes in technology and market requirements; decline in demand for the Company's products; inability to timely develop and introduce new software, services and applications; difficulties or delays in absorbing and integrating acquired operations, technologies and personnel; loss of market share; pressure on resulting from competition; and inability to maintain certain marketing and distribution arrangements. 7 Signature(s) Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. DLT Resolution Inc. Date: May 13, 2024 By: /s/ Drew Reid Name: Drew Reid Title: President and Chief Executive Officer 8

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View this 8-K filing on SEC EDGAR